Common use of Consideration Stock Clause in Contracts

Consideration Stock. (a) The Consideration Stock upon issuance and the Parent Common Stock issuable upon conversion of the Consideration Stock, will be duly authorized, fully paid and non-assessable and not subject to any preemptive rights; (b) except for the Parent's currently outstanding Series C Convertible Preferred Stock, the Parent does not have outstanding any shares of preferred stock that have liquidation, dividend or other preference senior to the Consideration Stock; and (c) until the Consideration Stock is converted into shares of Parent Common Stock or redeemed by the Parent, the Parent will not issue as consideration for the acquisition of any business or for the acquisition of an entity or the stock of an entity owning any business, a series of preferred stock that has a liquidation, dividend or other preference or restriction senior to the Consideration Stock.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Recycling Industries Inc), Asset Purchase Agreement (Recycling Industries Inc), Asset Purchase Agreement (Recycling Industries Inc)

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Consideration Stock. (a) The Consideration Stock upon issuance and the Parent Common Stock issuable upon conversion of the Consideration Stock, will be duly authorized, fully paid and non-assessable and not subject to any preemptive rights; (b) except for the Parent's currently outstanding Series C and Series D Convertible Preferred Stock, the Parent does not have outstanding any shares of preferred stock that have liquidation, dividend or other preference senior to the Consideration Stock; and (c) until the Consideration Stock is converted into shares of Parent Common Stock or redeemed re- deemed by the Parent, the Parent will not issue as consideration for the acquisition of any business or for the acquisition of an entity or the stock of an entity owning any business, a series of preferred stock that has a liquidation, dividend or other preference or restriction senior to the Consideration Stock.

Appears in 1 contract

Samples: Asset Purchase Agreement (Recycling Industries Inc)

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